Huscoke Holdings Limited — Proxy Solicitation & Information Statement 2008

Mar 19, 2008

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(incorporated in Bermuda with limited liability)

(Stock code: 704)

Proxy Form for use at the Special General Meeting to be held on Monday, 7 April 2008 at 10:30 a.m. (or at any adjournment thereof)

No. of shares to which this form of proxy relates [(Note 2)]

I/We [(Note 1)]

of

share(s) [[(note 2)]] of HK$0.10 each in the capital of

being the registered holder(s) of share(s) [[(note 2)]] of HK$0.10 each in the capital of FRANKIE DOMINION INTERNATIONAL LIMITED (the “Company”) HEREBY APPOINT THE CHAIRMAN OF THE SPECIAL GENERAL MEETING of the Company or [(Note 3)] of

as my/our proxy to attend and vote for me/us at the special general meeting to be held at the Board Room, 1st Floor, The Aberdeen Marine Club, 8 Shum Wan Road, Aberdeen, Hong Kong, on Monday, 7 April 2008 at 10:30 a.m. (or at any adjournment thereof) (the “Special General Meeting”) for the purpose of considering and, if thought fit, passing, with or without amendments, the ordinary resolution as set out in the notice convening the Special General Meeting and to vote for me/us and in my/our name(s) in respect of such resolution as hereunder indicated and, if no such indication is given, as my/our proxy thinks fit and in respect of any other business that may properly come before the Special General Meeting and/or any adjournment thereof.

thereof.
RESOLUTIONS	FOR(Note 4)	AGAINST(Note 4)
1.To approve the increase in authorized share capital of the Company fromHK$100,000,000 to HK$1,000,000,000 by the creation of an additional9,000,000,000 ordinary shares of HK$0.1 each.
2.To approval the Sale and Purchase Agreement dated 11 January 2008 andmade between Wu Jixian as vendor and Rich Key Enterprises Limited aspurchaser and the Company as warrantor of the purchaser, in relation to(i) the sale and purchase of the entire issued shares in Pride EagleInvestments Limited and the face value of the loans outstanding as at thecompletion of such transaction made by or on behalf of the vendor toPride Eagle Investments Limited; and (ii) the sale and purchase of theentire issued shares in Joy Wisdom International Limited and the facevalue of the loans outstanding as at completion of such transaction madeby or on behalf of the vendor to Joy Wisdom International Limited and allthe transactions contemplated thereunder; the creation and issue of theconvertible bonds and the authorisation of the directors of the Companyto allot and issue such number of new shares in the capital of the Companyas may be allotted and issued upon the exercise of the conversion rights infull attaching to the convertible bonds.

Dated this day of , 2008 Signature [(Note 5)] :

Notes:

1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.

2. Please insert the number of shares registered in your name(s) to which the proxy relates. If no number is inserted, this form will be deemed to relate to all the shares in the Company registered in your name(s).

3. If any proxy other than the Chairman is preferred, strike out “THE CHAIRMAN OF THE MEETING” and insert the name and address of the proxy desired in the space provided. Any alteration made to this form must be initialled by the person(s) who sign(s) it.

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK THE BOX MARKED “AGAINST”. Failure to complete any of the boxes will entitle your proxy to cast your vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Special General Meeting other than those referred to in the notice convening the Special General Meeting.

5. This form of proxy must be signed by you or your attorney duly authorised in writing, or, in the case of a corporation, must be signed either under its common seal or under the hand of an officer or attorney duly authorised.

6. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the vote(s) of the other joint holder(s) and for this purpose seniority shall be determined by the order in which the names stand in the register of members in respect of the joint holding, the first named being the senior.

7. To be valid, this form of proxy together with the power of attorney, or other authority (if any) under which it is signed, or a notarially certified copy thereof must be deposited at the Company’s branch share registrar in Hong Kong, Tricor Secretaries Limited of 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the Special General Meeting.

8. A proxy need not be a member of the Company but must attend the Special General Meeting in person to represent you.

9. Completion and return of this form of proxy will not preclude you from attending and voting at the Special General Meeting if you wish to do so and in such event, this form of proxy shall be deemed to be revoked.